Fortive Corporation ("Fortive") (NYSE: FTV) today announced the appointments of Mark D. Morelli as President & Chief Executive Officer and David H. Naemura as Chief Financial Officer of NewCo, a global industrial company that Fortive previously announced it will form as part of its planned separation into two independent, publicly traded companies. Both Mr. Morelli and Mr. Naemura will assume their respective roles with NewCo in the first quarter of 2020. Fortive also announced its intention to appoint Karen C. Francis as the Chair of the Board of Directors of NewCo immediately prior to NewCo becoming a public company. Fortive continues to expect to complete the separation in the second half of 2020.
"We are excited to make today’s announcement with respect to NewCo’s leadership," said Jim Lico, President & CEO of Fortive. "Mark has a proven track record of delivering strong operational results as well as driving improvements in innovation to accelerate long term growth. His successful tenure as the CEO of Columbus McKinnon Corporation (NASDAQ: CMCO) has demonstrated his strategic ability to build a company for long-term success. The combination of Mark’s long history of high performance and his understanding and appreciation of our business system will make him an outstanding steward of NewCo’s culture of continuous improvement."
Mr. Lico continued, "Dave brings clear, proven skills across finance, strategy, operations, and accounting, as well as valuable experience from having led Gates Industrial Corporation (NYSE: GTES) through a successful initial public offering. Prior to his tenure at Gates, Dave gained significant experience as a finance leader at Danaher, developing a strong knowledge of the Danaher Business System and deploying M&A capital. Dave will have an immediate and positive impact at NewCo, driving growth and profitability and guiding capital deployment strategy."
"We are also pleased to announce our intention to have Karen Francis serve as the Chair of the Board of Directors of NewCo," said Mr. Lico. "With extensive board and corporate governance experience, as well as valuable knowledge and insights regarding emerging technologies and trends in the mobility market, Karen will bring thoughtful oversight and an innovative perspective to NewCo’s Board as the portfolio evolves. We look forward to her contributions."
Regarding his appointment, Mark Morelli stated, "NewCo will have significant competitive advantages and will be well positioned for long-term success. This portfolio of businesses has deep roots in the Fortive Business System and will be a leading global company with exceptional brands and a strong culture. I look forward to the opportunity to lead such an established and talented team as we take advantage of the compelling opportunities ahead."
Mark Morelli brings nearly 30 years of experience in management positions across a variety of industrial technology markets. He joins NewCo from the Columbus McKinnon Corporation, where he serves as President & CEO. Prior to his time at Columbus McKinnon, Morelli spent four years as President & COO of Brooks Automation. He also served as President & CEO of Energy Conversion Devices, Inc. and held leadership positions at United Technologies Corporation. Morelli is a former U.S. Army commander. He holds a Master of Business Administration from the Massachusetts Institute of Technology and a Bachelor of Science in Mechanical Engineering from the Georgia Institute of Technology.
Dave Naemura brings nearly 25 years of financial leadership experience across a range of global industrial companies. He joins NewCo from Gates Industrial Corporation, where he has served as CFO for five years. Prior to his time at Gates, Naemura held numerous financial leadership positions at Danaher Corporation, including VP of Finance and Group CFO overseeing many of the businesses within the NewCo portfolio. He holds a Bachelor’s degree in Business Administration from Oregon State University.
Karen Francis is an experienced CEO and board director with a strong track record of successfully building businesses across multiple industries. Her most recent executive positions were as Chairman & CEO of AcademixDirect and Chairman & CEO of Publicis & Hal Riney. Prior to that she held executive positions in the automotive industry at General Motors as the General Manager of Oldsmobile, and later as Vice President of Ford Motor Company as Chairman & CEO of Consumer Connect, Ford’s corporate venture capital group. She served as Lead Independent Director for Telenav, provider of embedded vehicle navigation systems, and is currently an independent director for automotive and 5G technology companies, Metawave, Nauto and Wind River. Her earlier career included positions at Procter & Gamble, Internet Capital Group, and Bain & Company. She holds a Master of Business Administration from Harvard Business School and an economics degree from Dartmouth College.
Fortive is a diversified industrial technology growth company comprised of Professional Instrumentation and Industrial Technologies businesses that are recognized leaders in attractive markets. Fortive’s well-known brands hold leading positions in field solutions, product realization, sensing technologies, transportation technologies, and franchise distribution. Fortive is headquartered in Everett, Washington and employs a team of more than 25,000 research and development, manufacturing, sales, distribution, service and administrative employees in more than 50 countries around the world. With a culture rooted in continuous improvement, the core of our company’s operating model is the Fortive Business System. For more information please visit: www.fortive.com.
NewCo will be a global industrial company focused on transportation and mobility, with a portfolio of leading retail and commercial fueling, fleet management, and professional tools brands. It will possess leading positions in a range of end-markets such as retail fueling and mobility infrastructure, fleet management and smart cities, and vehicle maintenance and repair. NewCo’s history of innovation, margin profile, and cash flow characteristics, along with its strong foundation of continuous improvement based on the Fortive Business System, are expected to support continued investment in a range of organic growth and capital deployment opportunities.
NOT AN OFFER
This announcement is for informational purposes only and shall not constitute, or form a part of, an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities.
Statements in this release that are not strictly historical, including statements regarding the proposed transaction, including the anticipated timing and terms thereof, the future financial impact or anticipated benefits of the transaction, the anticipated prospects of Fortive, NewCo, or the industries in which NewCo or Fortive will operate following the transaction, the anticipated leadership of NewCo, future opportunities for Fortive or NewCo following the transaction, and any other statements regarding events or developments that Fortive expects or anticipates will or may occur in the future, are "forward-looking" statements within the meaning of the federal securities laws. There are a number of important risks and uncertainties that could cause actual results, developments and business decisions to differ materially from those suggested or indicated by such forward-looking statements and you should not place undue reliance on any such forward-looking statements. These risks and uncertainties include, among other things, the ability of the parties to satisfy the conditions to, and complete, the transaction on a timely basis or at all, including the ability to obtain regulatory approvals, the ability of Fortive or NewCo to realize the benefits of the transaction, maintenance of important business relationships pending the transaction, deterioration of or instability in the economy, the markets we serve, international trade policies and the financial markets, trade relations with China, contractions or lower growth rates and cyclicality of markets we serve, competition, changes in industry standards and governmental regulations, our ability to successfully identify, consummate, integrate and realize the anticipated value of appropriate acquisitions and successfully complete divestitures and other dispositions, our ability to develop and successfully market new products, software, and services and expand into new markets, the potential for improper conduct by our employees, agents or business partners, impact of divestitures, contingent liabilities relating to acquisitions and divestitures, impact of changes to tax laws, our compliance with applicable laws and regulations and changes in applicable laws and regulations, risks relating to international economic, political, legal, compliance and business factors, risks relating to potential impairment of goodwill and other intangible assets, currency exchange rates, tax audits and changes in our tax rate and income tax liabilities, the impact of our debt obligations on our operations, litigation and other contingent liabilities including intellectual property and environmental, health and safety matters, our ability to adequately protect our intellectual property rights, risks relating to product, service or software defects, product liability and recalls, risks relating to product manufacturing, our relationships with and the performance of our channel partners, commodity costs and surcharges, our ability to adjust purchases and manufacturing capacity to reflect market conditions, reliance on sole sources of supply, security breaches or other disruptions of our information technology systems, adverse effects of restructuring activities, impact of changes to U.S. GAAP, labor matters, and disruptions relating to man-made and natural disasters. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in our SEC filings, including our Annual Report on Form 10-K for the year ended December 31, 2018 and our Quarterly Report on Form 10-Q for the quarter ended June 28, 2019 and September 27, 2019. These forward-looking statements speak only as of the date of this release, and, unless legally required, Fortive does not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events and developments or otherwise.
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